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APEC: Taking the Floor with a New Division

Amano Pioneer Eclipse Corporation (APEC), a subsidiary of the large Japanese conglomerate Amano, manufactures floor care and sanitation chemicals and equipment. Interested in acquiring the floor sander division of Nilfisk-Advance, Inc., they reached out to Terri Krivosha for counsel and advice from the earliest stages of the transaction.

The Maslon team—which included Terri, Brad Pederson, Shauro Bagchi, Mark Baumann, Howard Tarkow, and Eran Kahana—worked with APEC throughout the process. As part of the transaction, APEC purchased the manufacturing lines but not facilities of the division, and the transition of the manufacturing process from the facilities of Nilfisk-Advance to APEC required complicated negotiations as well as contract manufacturing and other transition services agreements.

To make matters more intricate, both parent companies are international—the seller is owned by a public Danish Company and the buyer by a public Japanese company. There were complex international issues to overcome: the stock exchanges in both countries, supply agreements with the seller's subsidiaries in Canada and Australia/New Zealand, and an international brand licensing agreement. Maslon successfully negotiated the entire transaction.

The deal closed on March 31, 2014 to the satisfaction of all parties involved. Because of the success of the transaction, the team continues to counsel APEC on post-closing transition issues.

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